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METRO GROUP : ANNUAL REPORT 2010 : BUSINESS
→ NOTES : OThER NOTES
The bonus values for the target bonus of the tranche 2008
are based on the condition that the target price is attained.
The payment of the share bonus may be limited to the
amount of the gross annual fixed salary.
Performance share plan and share ownership guidelines
(2009–2013)
In 2009, METRO AG replaced the previous Share bonus programme
with a performance share plan.
Executives are given an individual target amount for the
performance share plan (target value) in accordance with
the significance of their functional responsibilities. The
target number of performance shares is calculated by dividing
this target value by the share price upon allotment
(based on the average price of the Metro share during the
three months up to the allotment date). A performance
share entitles its holder to a cash payment matching the
price of the Metro share on the payment date (based on the
average price of the Metro share during the three months
up to the payment date).
Based on the relative performance of the Metro share compared
to the median of the dAX 30 and dow Jones Euro Stoxx
Retail indices – total return – the final number of payable
performance shares is determined after the end of a performance
period of at least 3 and at most 4.25 years. It corresponds
to the target number of shares when an equal
performance with said stock market indices is achieved. up
to an outperformance of 60 percent, the number increases
on a straight-line basis to a maximum of 200 percent of the
target amount. up to an underperformance of 30 percent,
the number is accordingly reduced to a minimum of 50 percent.
In the case of an underperformance of more than
30 percent, the number is reduced to 0.
Payment can be made at six possible times. The earliest
payment date is three years after allotment of the performance
shares. from this time, payment can be made every
three months. Executives can choose the payment date
upon which they wish to exercise their performance shares.
A distribution over several payment dates is not allowed.
The payment cap amounts to five times the target value.
METRO GROuP introduced so-called share ownership
guidelines along with its performance share plan: as a pre-
→ p. 210
condition of payments of performance shares, eligible
executives are obliged to undertake a continuous selffinanced
investment in Metro shares up to the end of the
three-year blocking period. This ensures that, as shareholders,
they will directly participate in share price gains as
well as potential losses of the Metro share. The required
investment volume amounts to between about 50 percent
and 85 percent of the individual target value.
The value of the performance shares allotted in 2010
amounted to €26.7 million (previous year: €34.6 million) at
the time of the allotment and was calculated by external
experts using recognised financial-mathematical methods
(Monte Carlo simulation). The following conditions apply:
Tranche
End of
blocking
period
3-month
average price
before allotment
Number of
performance
shares
2010 August 2013 €42.91 766,954
2009 August 2012 €36.67 780,747
Total expenses on share-based compensation programmes
after the cost of hedging transactions amount to €32 million
(previous year: €21 million) in the financial year 2010.
The related provisions as of 31 december 2010 amount to
€60 million (previous year: €13 million). The 2008 tranche
with a remaining term of up to one year accounts for €31 million
(previous year: €8 million) of this total, the 2009 tranche
for €23 million (previous year: €5 million) and the 2010
tranche for €6 million.
50. Management Board and Supervisory Board
Compensation of members of the Management Board in the
financial year 2010
Remuneration of the active members of the Management
Board essentially consists of a fixed salary and performance-based
entitlements (short-term incentive) as well as
the share-based payments (long-term incentive) granted in
the financial year 2010.
The amount of the performance-based remuneration for
members of the Management Board essentially depends on
the development of net earnings and the return on capital
employed (RoCE) and may also consider the attainment of
individually set targets. The use of the key ratio net earnings